R-990 

341 

OFFICE OF 

THEN ATTORNEY Gmmm 

AVSTXN,TEXAS 

PRICE DANIEL 

ATTORNEY GENERAL December 30, 1947 

Honorable Paul H. Brown Opinion No. V-466 

Secretary of State 

Austin, Texas Re: The franchise taxes to be 

collected from a corporaATTN: Wm. E. Stapp, Chief tion chartered to exercise 

Charter Division both of the powers enumerated in Sac. 1 of Art. 

1302d, V. C. S. 

..~- 

‘Dear Sir: 

follows: 

Your request for the opinion of this Department is as 

“This office has received and filed a charter 

for a particular corporation organked under Article 1302d, as amended, 1947. The corporation has 

for its purpose clause both subdivisions of Section 

‘1 of that Article. 

“This office required the payment of two franchise taxes.. The~aniount so paid’was paid under protest, the attorneys for that corporation maintaining 

that Article 7084f requires only one-fourth of the 

original amount for each ,additional purpose. 

“In connectiOn with this question, see Senate 

Bill 134, Acts of 1947, 50th ,Legislature, Chapter 237, 

Section 1. See also Article.‘l302d, Section2 of this Article, prior to amendment. 

‘Should this office collect duplicate franchise 

tax amounts, or one and one-quarter franchise taxes, 

or only one fran~chise tax?” 

Article 1302d, V. C. S., was first enacted in 1945, as 

Chapter 252; Acts of the 49th Legislature, and is as follows: 

“Section 1. Corporations may be formed in the 

manner provided by general law, to exercise either 

or both of the following powers: 
342 Honorable Paul H. Brown, Page 2 (V-466) 

“(a) To buy livestock, poultry, and products of 

ranch, farm, dairy and creamery, and the by-products 

thereof, and manufacture, process, and sell such products and by-products. 

.“(b) To buy, manufacture, and sell feeds, fertilizers, insecticides and fungicides. 

“Sec. 2. Any corporation which includes in its 

charter or any amendment thereto both of the powers 

ngmed in Section l(a) and (b) hereby shall pay the 

franchise tax provided by law for each of said powers 

or purposes. No corporation authorixed under the 

provisions of this Act shall be permitted to own or 

operate more than one establishment or business 

under the same charter without paying the chain store 

tax provided in Chapter 400, Acts of the First Called 

Session of the Forty-fourth Legislature, as amended, 

on each such establishment or place of business from 

which it makes.sales of any such products or by-products. This Section shall not apply to associations 

organixed under Chapter 8, Title 93, of the Revised 

Civil Statutes of Texas of 1925, controlling Marketing 

Associations.” 

Section 1 of Chapter 252, Acts of the Forty-ninth Legislature, was amended by Chapter 237, Acts of the Fiftieth Legislature, 

1947. as follows: 

“Section 1. That Section 1 of House Bill No. 375, 

Chapter 252, Acts ot-the 49th Legislature of the State 

of Texas, Regular Session, 1945, page 390, be.and the 

same is hereby amended so as hereafter to read and 

provide as follows: 

“Section 1. Corporations may be formed in 

the manner provided by General Law, to exercise 

either or both of the following powers: 

“‘(a) To buy livestock, poultry, and products 

of ranch, farm, dairy and creamery, and the by-products thereof, and manufacture, process and sell such 

products and by-products; 

“‘(b) To buy, manufacture, and sell feeds, fertilizers, insecticides, fungicides, soaps and cleansers.’ 

(Emphasis added) 
Honorable Paul H. Brown, Page 3 (V-466) 

‘Sec. la. Any corporation which has heretofore 

adopted in its charter or in its permit to do business 

in Texas the powers enumerated in Section 1 of House 

Bill No. 375, Chapter 252, Acts of the Regular Session 

of the 49th Legislature, shall have and may exercise 

the powers enumerated in Section 1 of this Act.” 

It will be noted that only Section 1 was amended. The 

act of the 50th Legislature begins: -. . . That Section 1 of H. B. 

375 . . . be and the same is hereby amended so as hereafter to read 

and provide as follows.. . .I The Legislature did not amend the 

whole chapter. Under Section 36 of Article 3 of the Texas Constitution, a section of a law may be amended, reenacted, and published 

without reenacting the whole statute. 

The amendment, therefore, in no way changed the effect 

of Section 2 of the Act of the Forty-ninth Legislature which required 

any corporation including in its charter both of the powers named in 

Section l(a) and (b) to pay the franchise tax provided by law on each 

of said powers or purposes, and that provision of Section 2, as well 

as the remainder of said Section, is still in full force and effect. 

That portion of Article 7084 referred to in your request 

is as follows: 

“Art. 7084. . . Sac. (f) Corporations which are 

now required to pay a separate franchise tax for each 

purpose or business authorized by their charters, 

shall hereafter pay only the tax provided hereunder for 

one purpose, and one fourth (l/4) of such amount for 

each additional purpose named in their charters.. . . 

As amended Acts 1941, 47th Leg., p. 269, ch. 184. Art. 

VIII, 8 1.” 

It will be noted that the foregoing Act was passed in 1941 

and specifically stated that corporations which were then required to 

pay a franchise tax for each purpose authorized by tliicharters 

should pay the tax on only one of such purposes and an additional 

one-fourth of such amount for each additional purpose. The pas’sage 

of Chapter 252, Acts Forty-ninth Legislature, however, created an 

exception to Section (f) of Article 7084 to the extent that any corporation having both purposes authorized by Chapter 252, Acts of the 49th 

Legislature, was required to pay the franchise tax on each of said 

purpose 6. 

The Secretary of State should therefore require the payment of the franchise tax provided by law for each of said powers or 

purposes in accordance with the provisions of Section 2, Article 1302d, 

v. c. s. 
Qonorable Paul H. Brown, Page 4 (V-466) 

SUMMARY 

Corporations organized or doing business under both of the purpose clauses included in Section 

1 of Article 1302d, V. C. S., are required to pay a 

franchise tax for each of said purposes as provided 

by Section 2 thereof. 

Yours very truly 

ATTORNEYGENEIULOFTEXAS 

C. K. Richards 

Assistant 

CKR/JCP 

APPROVED : 

ATTORNEYtiENEti